MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021 FINANCIAL HIGHLIGHTS

The tables below set out selected information from the condensed consolidated interim financial statements of Boston Pizza International Inc. (“BPI” and where applicable also includes its wholly-owned subsidiaries), and the accounts of Boston Pizza Canada Limited Partnership (“BP Canada LP”), together with other data, and should be read in conjunction with the condensed consolidated interim financial statements of BPI for the three and six month periods ended June 30, 2021 and June 30, 2020, and in conjunction with the Management Discussion and Analysis (“MD&A”) of BPI for the year ended December 31, 2020. The financial information reported in the tables included in this MD&A are reported in accordance with International Financial Reporting Standards (“IFRS”) except as otherwise noted and are stated in Canadian dollars.

123 For the periods ended June 30 Q2 2021 Q2 2020 YTD 2021 YTD 2020 (in thousands of dollars - except number of restaurants and per share items) System-Wide Gross Sales1 162,931 129,845 319,673 354,602 Number of Boston Pizza Restaurants2 385 390 385 390 Franchise Sales reported by Boston Pizza Restaurants3 134,839 107,522 263,836 282,025

Income Statement Data Total revenues 18,296 14,703 35,595 40,054

Royalty expense (5,393) (4,286) (10,553) (11,249) Distribution expense (1,797) (1,423) (3,514) (3,716) Operating expenses excluding Royalty and Distribution expense (9,961) (8,188) (19,047) (26,109) Earnings (loss) before interest and fair value (loss) gain 1,145 806 2,481 (1,020) Net interest expense (42) (513) (225) (421) Fair value (loss) gain (3,478) (3,994) (9,892) 16,862 (Loss) earnings before income taxes (2,375) (3,701) (7,636) 15,421 Current and deferred income tax (expense) recovery (49) (1,225) (387) 3,831 Net and comprehensive (loss) income (2,424) (4,926) (8,023) 19,252 Basic and diluted (loss) income per share (24.71) (50.22) (81.79) 196.27

Balance Sheet Data Jun 30, 2021 Dec 31, 2020 Total assets 150,855 147,829 Total liabilities 414,094 403,045

1) “System-Wide Gross Sales” means the gross revenue: (i) of the corporate Boston Pizza Restaurants (defined below) in Canada owned by BPI; and (ii) reported to BP Canada LP by franchised Boston Pizza Restaurants in Canada, without audit or other form of independent assurance, and in the case of both (i) and (ii), including revenue from the sale of liquor, beer, wine and revenue from BP Canada LP approved national promotions and discounts, but excluding applicable sales and similar taxes. 2) As at the end of the applicable period. 3) “Franchise Sales” means the gross revenue: (i) of the corporate Boston Pizza Restaurants in Canada owned by BPI; and (ii) reported to BP Canada LP by franchised Boston Pizza Restaurants in Canada, without audit or other form of independent assurance, and in the case of both (i) and (ii), after deducting revenue from the sale of liquor, beer, wine and revenue from BP Canada LP approved national promotions and discounts, and excluding applicable sales and similar taxes.

- 1 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021

SUMMARY OF QUARTERLY RESULTS

Q2 2021 Q1 2021 Q4 2020 Q3 2020 (in thousands of dollars - except number of restaurants and per share items) System-Wide Gross Sales1 162,931 156,741 181,723 237,208 Number of Boston Pizza Restaurants2 385 386 387 388 Franchise Sales reported by Boston Pizza Restaurants3 134,839 128,997 146,657 186,412

Income Statement Data Total revenues 18,296 17,299 21,522 24,499

Royalty expense (5,393) (5,160) (5,862) (7,417) Distribution expense (1,797) (1,717) (1,946) (2,452) Operating expenses excluding Royalty and Distribution expense (9,961) (9,086) (11,873) (12,906) Earnings before interest and fair value (loss) gain 1,145 1,336 1,841 1,724 Net interest (expense) income (42) (183) 735 (700) Fair value (loss) gain (3,478) (6,414) (16,004) 7,109 (Loss) earnings before income taxes (2,375) (5,261) (13,428) 8,133 Current and deferred income tax (expense) recovery (49) (338) (7,272) 1,127 Net and comprehensive (loss) income (2,424) (5,599) (20,700) 9,260 Basic and diluted (loss) income per share (24.71) (57.08) (211.04) 94.41

Q2 2020 Q1 2020 Q4 2019 Q3 2019 (in thousands of dollars - except number of restaurants and per share items) System-Wide Gross Sales1 129,845 224,757 276,509 283,570 Number of Boston Pizza Restaurants2 390 394 395 397 Franchise Sales reported by Boston Pizza Restaurants3 107,522 174,503 213,089 221,528

Income Statement Data Total revenues 14,703 25,351 31,397 31,792

Royalty expense (4,286) (6,963) (8,447) (8,769) Distribution expense (1,423) (2,293) (2,785) (2,886) Operating expenses excluding Royalty and Distribution expense (8,188) (17,921) (17,778) (17,726) Earnings (loss) before interest and fair value (loss) gain 806 (1,826) 2,387 2,411 Net interest (expense) income (513) 92 732 355 Fair value (loss) gain (3,994) 20,856 11,570 488 (Loss) earnings before income taxes (3,701) 19,122 14,689 3,254 Current and deferred income tax (expense) recovery (1,225) 5,056 2,257 (722) Net and comprehensive (loss) income (4,926) 24,178 16,946 2,532 Basic and diluted (loss) income per share (50.22) 246.50 172.76 25.81

- 2 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021 OVERVIEW

This MD&A covers the three month period from April 1, 2021 to June 30, 2021 (the “Period”) and the six month period from January 1, 2021 to June 30, 2021 (“YTD”) and is dated August 12, 2021. It provides additional analysis of the operations, financial position and financial performance of BPI and should be read in conjunction with BPI’s applicable condensed consolidated interim financial statements and the accompanying notes. The condensed consolidated interim financial statements of BPI are in Canadian dollars and have been prepared in accordance with IFRS except as otherwise noted.

General

BPI is a privately controlled company and prior to April 6, 2015, was the exclusive franchisor of the Boston Pizza (defined below) concept in Canada. On April 6, 2015, BP Canada LP, a British Columbia limited partnership controlled and operated by BPI, became the exclusive franchisor of the Boston Pizza concept in Canada. On May 6, 2015, Boston Pizza Royalties Income Fund (the “Fund”) completed an indirect investment in BP Canada LP to effectively increase the Fund’s indirect interest in Franchise Sales of Boston Pizza Restaurants (defined below) in the Royalty Pool (defined below) by 1.5%, from 4.0% to 5.5% less the pro rata portion payable to BPI in respect of its retained interest in the Fund (the “2015 Transaction”).

BPI and BP Canada LP compete in the casual dining sector of the restaurant industry and Boston Pizza is the number one casual dining brand in Canada. With approximately 380 restaurants stretching from Victoria to St. John’s, Boston Pizza has more restaurants and serves more customers annually than any other casual dining restaurant chain in Canada.

Royalty

BP Canada LP charges a 7.0% royalty fee on Franchise Sales for full-service Boston Pizza restaurants open in Canada (the “Boston Pizza Restaurants”). BPI pays Boston Pizza Royalties Limited Partnership (“Royalties LP”), an entity controlled by the Fund, a 4.0% royalty fee (the “Royalty”) on Franchise Sales from the Boston Pizza Restaurants in the royalty pool (the “Royalty Pool”) for the use of the Boston Pizza trademarks in Canada (the “BP Rights”4). As at June 30, 2021, there were 387 Boston Pizza Restaurants in the Royalty Pool.

Distributions from BP Canada LP

Boston Pizza Holdings Limited Partnership (“Holdings LP”), an entity controlled by the Fund, holds Class 1 limited partnership units (“Class 1 LP Units”) and Class 2 limited partnership units (“Class 2 LP Units”) of BP Canada LP, and BPI holds, indirectly through Boston Pizza Canada Holdings Partnership (“BPCHP”), Class 2 general partnership units of BP Canada LP (“Class 2 GP Units”), which are exchangeable for units of the Fund (“Fund Units”). The Class 1 LP Units and Class 2 LP Units provide Holdings LP with the right to receive distributions from BP Canada LP equal, in aggregate, to 1.5% of Franchise Sales, less the pro rata portion payable to BPI in respect of its Class 2 GP Units (the “Distributions”). Specifically, the Class 1 LP Units entitle Holdings LP to receive a priority distribution equal to the amount of interest that Holdings LP pays on certain indebtedness of Holdings LP plus 0.05% of that amount, with the balance of 1.5% of Franchise Sales being distributed pro rata to Holdings LP and BPI on the Class 2 LP Units and Class 2 GP Units, respectively. After BP Canada LP pays distributions on the Class 1 LP Units, Class 2 LP Units and Class 2 GP Units, BPI is entitled to all residual distributions from BP Canada LP on the Class 3 general partnership units, Class 4 general partnership units, Class 5 general partnership units and Class 6 general partnership units of BP Canada LP that BPI holds.

4) BP Rights are the trademarks that as at July 17, 2002 were registered or the subject of pending applications for registration under the Trademarks Act (Canada), and other trademarks and trade names which are confusing with the registered or pending trademarks. The BP Rights purchased do not include the rights outside of Canada to any trademarks or trade names used by BPI or any affiliated entities in its business, and in particular do not include the rights outside of Canada to the trademarks registered or pending registration under the Trademarks Act (Canada).

- 3 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021 Addition of New Restaurants to Royalty Pool

On January 1 of each year (each, an “Adjustment Date”), an adjustment is made to add to the Royalty Pool new Boston Pizza Restaurants that opened (“New Restaurants”) and to remove any Boston Pizza Restaurants that permanently closed since January 1 of the previous year (“Closed Restaurants”). In return for adding new Royalty and Distributions from the New Restaurants and after subtracting the Royalty and Distributions that are lost from the Closed Restaurants5 (such difference, “Net Royalty and Distributions”), BPI receives the right to indirectly acquire additional Fund Units (in respect of the Royalty, “Class B Additional Entitlements” and in respect of Distributions, “Class 2 Additional Entitlements”, and collectively, “Additional Entitlements”). The calculation of Additional Entitlements is designed to be accretive to unitholders of the Fund (“Unitholders”) as the expected increase in Franchise Sales from the New Restaurants added to the Royalty Pool less the decrease in Franchise Sales from the Closed Restaurants is valued at a 7.5% discount. The Additional Entitlements are calculated at 92.5% of the estimated Royalty and Distributions expected to be generated by the New Restaurants less the actual Royalty and Distributions lost from the Closed Restaurants, multiplied by one minus the effective tax rate estimated to be paid by the Fund, divided by the yield of the Fund, divided by the weighted average Fund Unit price over a specified period. BPI receives 80% of the Additional Entitlements initially, with the balance received when the actual full year performance of the New Restaurants and the actual effective tax rate paid by the Fund are known with certainty (such balance of Fund Units in respect of the increased Royalty, the “Class B Holdback”, and in respect of the increased Distributions, the “Class 2 Holdback”, and collectively, the “Holdback”). BPI receives 100% of the distributions on the Additional Entitlements throughout the year. After the New Restaurants have been part of the Royalty Pool for a full year, an audit of the Franchise Sales of these restaurants is performed, and the actual effective tax rate paid by the Fund is determined. At such time, an adjustment is made to reconcile distributions paid to BPI and the Additional Entitlements received by BPI.

It is possible that on an Adjustment Date the Net Royalty and Distributions is negative as a result of the estimated Royalty and Distributions expected to be generated by the New Restaurants being less than the actual Royalty and Distributions that is lost from the Closed Restaurants (the amount by which it is less is the “Deficiency”). In such case, BPI would not receive any Additional Entitlements, however, nor would BPI lose any of the Additional Entitlements previously received by BPI. Rather, on future Adjustment Dates, BPI would be required to make-up the Deficiency by first adding Net Royalty and Distributions in an amount equal to the Deficiency before receiving any further Additional Entitlements (i.e. BPI only receives Additional Entitlements in respect of the cumulative amount by which Royalty and Distributions from New Restaurants exceeds actual Royalty and Distributions lost from Closed Restaurants).

Business Strategy

The success of the business of BPI, BP Canada LP, their affiliated entities and franchisees (“Boston Pizza”) can be attributed to four simple underlying principles that are the foundation for all strategic decision-making – the “Four Pillars” strategy.

• Building the brand

• Continually improving the guest experience

• A commitment to Franchisee profitability

• On-going engagement in local communities

BPI and BP Canada LP realize that franchisees have to be profitable to succeed. To enhance profitability and to facilitate the growth of Boston Pizza, BPI and BP Canada LP aggressively enhance and promote the Boston Pizza brand through television, radio, digital, social media, and national and local promotions. The costs associated with national marketing of Boston Pizza are paid for by the Boston Pizza advertising fund (the “Advertising Fund”). Franchisees pay 3.0% of Franchise Sales into the Co-op; 76.0% of these funds are used to purchase television,

5) The Royalty and Distributions that are lost from the Closed Restaurants is calculated based upon the actual Franchise Sales received from the Closed Restaurants during the first 12-month period immediately following their addition to the Royalty Pool.

- 4 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021 radio, digital and social media advertising, and the remaining 24.0% is used for production of materials and administration. Both Boston Pizza franchisees and the corporate support staff continuously find new ways to improve the guests’ experience so that guests will return to Boston Pizza again and again. Boston Pizza and its franchisees connect with their communities by hosting events, engaging with local organizations, and supporting philanthropic causes. Management is confident that this “Four Pillars” strategy will continue to focus BPI’s and BP Canada LP’s efforts, develop new markets and strengthen Boston Pizza’s position as Canada’s number one casual dining brand.

Ongoing Effects of COVID-19

COVID-19 had significant adverse effects on the business of BPI and BP Canada LP during the Period and YTD. Various governmental authorities across Canada had imposed assorted restrictions on the operations of restaurants in an attempt to control the spread of COVID-19. The restrictions ranged from reductions in operating hours, reductions in permitted hours to serve alcohol, closures of indoor dining rooms and closures of patio dining depending upon the particular regions and times within the Period and YTD. During April and May 2021, approximately 375 Boston Pizza Restaurants were providing take-out and delivery services, with a low of approximately 90 Boston Pizza Restaurants, and a high of approximately 210 Boston Pizza Restaurants, also having their dining rooms, sports bars and/or patios open with reduced seating capacity. In June 2021, various governmental authorities across Canada began easing restrictions previously imposed on the operations of restaurants as COVID-19 case counts declined. By the end of the Period, approximately 380 Boston Pizza Restaurants were providing on-premises dining services with reduced seating capacity, of which approximately 265 restaurants had their dining rooms and sports bars open (and, where applicable, patios) and approximately 115 restaurants only had their patios open due to governmental restrictions. The restrictions adversely affected SRS and Franchise Sales at Boston Pizza Restaurants for the Period and YTD. However, the easing of these restrictions at the end of the Period allowed Boston Pizza Restaurants to increase their sales in June 2021. See the “Operating Results” section of this MD&A for details.

Since the end of the Period, various governmental authorities across Canada further eased restrictions previously imposed on the operations of restaurants. However, COVID-19 continues to impact the business of BPI and BP Canada LP, and the operation of Boston Pizza Restaurants. Franchise Sales for July 2021 were approximately 122% of the level they were in July 2020 and approximately 99% of the level they were in July 2019. SRS for July 2021 was approximately positive 22% when compared to the same period in 2020 and approximately 0% when compared to the same period in 2019.

Seasonality

Boston Pizza Restaurants typically experience seasonal fluctuations in Franchise Sales, which are inherent in the full-service restaurant industry in Canada. Seasonal factors, such as tourism and better weather generally allow Boston Pizza Restaurants to open their patios and generally increase Franchise Sales in the second and third quarters each year compared to the first and fourth quarters. It is unknown how and to what extent seasonality will affect Franchise Sales given the effects of COVID-19 on Boston Pizza Restaurants.

New Restaurant Openings, Permanent/Temporary Closures and Renovations

During the Period, there were no New Restaurants (YTD – nil) and one Closed Restaurant (YTD – 2). The two Closed Restaurants YTD were corporately owned restaurants operated by subsidiaries of BPI. BPI previously had five corporately owned Boston Pizza Restaurants. BPI’s strategy is to divest itself of the remaining three corporately owned Boston Pizza Restaurants and exclusively focus on strengthening the brand and its franchised business. As well, during the Period, two Boston Pizza Restaurants were renovated (YTD – 5). Boston Pizza Restaurants typically close for two to three weeks to complete the renovation and experience an incremental sales increase in the year following the re-opening.

- 5 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021 OPERATING RESULTS

Same Restaurant Sales (“SRS”)

SRS6, a key driver of distribution growth for Unitholders, is the change in gross sales of Boston Pizza Restaurants as compared to the gross sales for the same period in the previous year, where restaurants were open for a minimum of 24 months. The two principal factors that affect SRS are changes in guest traffic and changes in average guest cheque.

Period

SRS was positive 27.1% for the Period compared to negative 53.5% reported in the second quarter of 2020. As COVID-19 began to adversely affect sales in Boston Pizza Restaurants in March of 2020, BPI believes that it is also useful to calculate and report SRS comparing 2021 gross sales to 2019 gross sales. If SRS were calculated comparing gross sales in the Period to gross sales in the second quarter of 2019, SRS would be negative 41.0%. Franchise Sales, the basis upon which Royalty and Distributions are paid by BPI and BP Canada LP respectively, indirectly to the Fund, excludes revenue from sales of liquor, beer, wine and approved national promotions and discounts. On a Franchise Sales basis, SRS was positive 27.0% for the Period compared to negative 50.3% for the second quarter of 2020. If SRS on a Franchise Sales basis were calculated comparing Franchise Sales in the Period to Franchise Sales in the second quarter of 2019, SRS would be negative 37.0%. The increase in SRS for the Period was principally due to increases in restaurant guest traffic due to the easing of dining restrictions and increased take-out and delivery sales.

YTD

SRS was negative 8.6% YTD compared to negative 35.0% reported year-to-date in 2020. If SRS were calculated comparing gross sales YTD to gross sales year-to-date in 2019, SRS would be negative 40.7%. On a Franchise Sales basis, SRS was negative 5.1% YTD compared to negative 33.4% year-to-date in 2020. If SRS on a Franchise Sales basis were calculated comparing Franchise Sales YTD to Franchise Sales year-to-date in 2019, SRS would be negative 36.9%. The decline in SRS YTD was principally due to declines in restaurant guest traffic and the temporary closure of dining rooms, sports bars and patios, partially offset by increased take-out and delivery sales as a result of COVID-19.

Revenues

Period

BPI’s total revenue was $18.3 million for the Period compared to $14.7 million for the second quarter of 2020. BPI’s revenue was principally derived from royalty revenue and Advertising Fund contributions received by BP Canada LP from franchised Boston Pizza Restaurants, sales from corporately owned restaurants, initial franchise fees, franchise renewal fees and supplier contributions. The $3.6 million increase in revenue for the Period was primarily due to higher royalty revenues, higher Advertising Fund contributions and higher supplier contributions resulting from higher SRS, partially offset by lower revenues from corporately owned restaurants.

YTD

BPI’s total revenue was $35.6 million YTD compared to $40.1 million year-to-date in 2020. The $4.5 million decrease in revenue YTD was primarily due to lower revenues from corporately owned restaurants resulting from negative SRS and closure of two corporate restaurants, and lower royalty revenues, Advertising Fund contributions and supplier contributions resulting from negative SRS.

6) SRS is a non-IFRS financial measure and as such, does not have a standardized meaning prescribed by IFRS and therefore may not be comparable to similar measures presented by other issuers. A reconciliation of SRS to an IFRS measure is not possible as there is no directly comparable measure under IFRS. BPI believes that SRS provides investors with useful information regarding the change in gross sales of Boston Pizza Restaurants.

- 6 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021 Royalty Expense and Distribution Expense

Period

BPI’s Royalty expense to Royalties LP (being 4.0% of Franchise Sales from Boston Pizza Restaurants in the Royalty Pool) was $5.4 million and Distribution expense (being 1.5% of Franchise Sales from Boston Pizza Restaurants in the Royalty Pool, less BPI’s retained interest) was $1.8 million for the Period compared to $4.3 million and $1.4 million, respectively, for the second quarter of 2020. The $1.1 million increase in Royalty expense and $0.4 million increase in Distribution expense for the Period was due to positive SRS on a Franchise Sales basis.

YTD

BPI’s Royalty expense to Royalties LP (being 4.0% of Franchise Sales from Boston Pizza Restaurants in the Royalty Pool) was $10.6 million and Distribution expense (being 1.5% of Franchise Sales from Boston Pizza Restaurants in the Royalty Pool, less BPI’s retained interest) was $3.5 million year-to-date in 2020 compared to $11.2 million and $3.7 million, respectively, year-to-date in 2020. The $0.6 million decrease in Royalty expense and $0.2 million decrease in Distribution expense YTD was due to negative SRS on a Franchise Sales basis.

Operating Expenses Excluding Royalty Expense and Distribution Expense

Period

BPI’s operating expenses excluding Royalty expense and Distribution expense were $10.0 million for the Period, which included advertising fund expenses of $3.7 million, compensation expense of $3.5 million, other expense associated with services provided to franchised Boston Pizza Restaurants of $1.6 million, depreciation and amortization of $1.3 million and operational costs of corporately owned restaurants of $0.6 million. These expenses were partially offset by the amortization of deferred gain on the sale of BP Rights to Royalties LP of $0.7 million. In the second quarter of 2020, BPI’s operating expenses excluding Royalty expense and Distribution expense were $8.2 million for the Period. Operating expenses excluding Royalty expense and Distribution expense for the Period include advertising fund expenses of $2.4 million, compensation expense of $2.4 million, other costs associated with services provided to franchised Boston Pizza Restaurants of $1.5 million, depreciation and amortization of $1.4 million and operational costs of corporately owned restaurants of $1.3 million. This was partially offset by the amortization of deferred gain on the sale of BP Rights to Royalties LP of $0.7 million.

The increase in operating expenses excluding Royalty expense and Distribution expense of $1.8 million for the Period was attributed to an increase in advertising fund expenses due to increased advertising activity and an increase in compensation expense arising from increased corporate staff headcount, an impairment charge related to the write-off of fixed assets and intangible assets for the closed corporately owned restaurants, partially offset by government wage and rent subsidies received and a decrease in restaurant operating costs.

BPI is receiving government financial assistance under the Canada Emergency Wage Subsidy (“CEWS”) and Canada Emergency Rent Subsidy (“CERS”) program. During the Period, BPI recognized $1.5 million of government financial assistance under the CEWS and CERS programs (Q2 2020 – $1.6 million).

The deferred gain on the sale of BP Rights to Royalties LP is amortized over 99 years beginning in 2002 for the term of the License and Royalty Agreement dated July 17, 2002, as amended on May 9, 2005, between Royalties LP and BPI. The net deferred gain at June 30, 2021 was $226.3 million compared to $229.1 million at June 30, 2020.

YTD

BPI’s operating expenses excluding Royalty expense and Distribution expense were $19.0 million YTD, which included compensation expense of $7.5 million, advertising fund expenses of $6.6 million, depreciation and amortization of $2.6 million, other expense associated with services provided to franchised Boston Pizza Restaurants of $2.5 million, and operational costs of corporately owned restaurants of $1.3 million. These expenses

- 7 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021 were partially offset by the amortization of deferred gain on the sale of BP Rights to Royalties LP of $1.4 million. During the same period in 2020, BPI’s operating expenses excluding Royalty expense and Distribution expense were $26.1 million. Operating expenses excluding Royalty expense and Distribution expense year-to-date in 2020 include advertising fund expenses of $8.9 million, compensation expense of $7.0 million, operational costs of corporately owned restaurants of $4.6 million, other costs associated with services provided to franchised Boston Pizza Restaurants of $3.6 million, depreciation and amortization of $2.9 million, and management fees for services rendered by companies under common control of $0.4 million. This was partially offset by the amortization of deferred gain on the sale of BP Rights to Royalties LP of $1.4 million.

The decrease in operating expenses excluding Royalty expense and Distribution expense of $7.1 million YTD was attributed to a decrease in restaurant operating costs, reduced advertising activity, a decrease in other expenses including travel as a measure to reduce costs and rent resulting from government subsidies received, and a decrease in management fees for services rendered by companies under common control. The decreases were partially offset by an increase in compensation expense arising from increased corporate staff headcount and an impairment charge related to the write-off of fixed assets and intangible assets for the closed corporately owned restaurants.

YTD, BPI recognized $3.1 million of government financial assistance under the CEWS and CERS programs (2020 – $1.6 million).

Earnings (Loss) before Interest and Fair Value Gain (Loss)

Period

BPI’s earnings before interest and fair value gain (loss) was $1.1 million for the Period compared to $0.8 million for the second quarter of 2020. The $0.3 million increase in earnings before interest and fair value gain (loss) for the Period was principally due to an increase in revenues, partially offset by an increase in Royalty, Distributions and operating expenses.

YTD

BPI’s earnings before interest and fair value gain (loss) was $2.5 million YTD compared to a loss before interest and fair value gain (loss) of $1.0 million year-to-date in 2020. The $3.5 million increase in earnings before interest and fair value gain (loss) YTD was principally due to a decrease in Royalty, Distributions and operating expenses, partially offset by a decrease in revenues.

Net Interest Income (Expense)

Period

BPI’s net interest expense during the Period was nominal, comprised mainly of $0.5 million of interest expense on debt and financing costs, $0.1 million of interest expense on lease obligations and nominal interest expense on payables owed to the Fund, partially offset $0.6 million of interest income received by BPI on its Class B general partner units of Royalties LP (“Class B Units”). BPI’s net interest income for the second quarter of 2020 was $0.5 million, comprised mainly of $0.4 million of interest expense on debt and financing fees, $0.1 million of interest expense on lease obligations and nominal interest expense on payables owed to the Fund. The $0.5 million decrease in net interest expense for the Period was primarily due to the increase in interest income on the Class B Units attributable to the Fund not declaring distribution on Fund Units during the second quarter of 2020, partially offset by higher interest expense on debt.

YTD

YTD, BPI’s net interest expense was $0.2 million, comprised mainly of $1.0 million of interest expense on debt and financing costs, $0.1 million of interest expense on lease obligations and nominal interest expense on payables owed to the Fund, partially offset $1.0 million of interest income received by BPI on its Class B Units. Year-to-date in 2020, BPI’s net interest income was $0.4 million, comprised mainly of $0.9 million of interest expense on debt

- 8 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021 and financing costs, $0.2 million of interest expense on lease obligations and nominal interest expense on payables owed to the Fund, partially offset by $0.6 million of interest income received by BPI on the Class B Units. The $0.2 million decrease in net interest expense YTD was primarily due to the increase in interest income on the Class B Units attributable to the Fund not declaring distribution on Fund Units during the second quarter of 2020, partially offset by higher interest expense on debt.

Fair Value Gain (Loss)

Period

During the Period, BPI recognized a fair value loss of $3.5 million compared to $4.0 million for the same period in 2020. The change in fair value was principally due to the change in the price of Fund Units into which the Class B Units are exchangeable and upon which the Class 2 LP Units liability is measured.

BPI estimates the fair value of the Class B Units by multiplying the number of Fund Units that BPI would be entitled to receive if it exchanged all of the Class B Units (including the Class B Holdback) held by BPI at the end of the Period by the closing price of a Fund Unit on the last business day of the Period. As at June 30, 2021, the Fund’s closing price was $14.10 per Fund Unit (March 31, 2021 – $12.95 per Fund Unit) and the number of Fund Units BPI would be entitled to receive if it exchanged all of the Class B Units (including the Class B Holdback) held by BPI was 2,430,823 (March 31, 2021 – 2,430,823). Consequently, the Class B Units were calculated to be valued at $34.3 million (March 31, 2021 – $31.5 million), resulting in a fair value gain of $2.8 million. In general, the value of the Class B Units will increase as the market price of Fund Units increase and vice versa. In addition, the value of the Class B Units increases as the number of Fund Units BPI would be entitled to receive if it exchanged all of the Class B Units (including the Class B Holdback) increases and vice versa.

The Class 1 LP Units are entitled to distributions determined with respect to the interest cost paid by the Fund on the credit facility of the Fund drawn on at the time of the 2015 Transaction to pay for the Fund’s indirect investment in Class 1 LP Units of BP Canada LP. BPI estimates the fair value of the Class 1 LP Units liability using a market- corroborated input, being the interest rate on the applicable credit facility. Consequently, BPI estimated the fair value of Class 1 LP Units liability as at June 30, 2021 to be $33.3 million (March 31, 2021 – $33.3 million), resulting in no fair value adjustment for the Period.

BPI estimates the fair value of the Class 2 LP Units liability by multiplying the number of Class 2 LP Units indirectly held by the Fund at the end of the Period by the closing price of a Fund Unit on the last business day of the Period. As at June 30, 2021, the Fund indirectly held 5,455,762 Class 2 LP Units (March 31, 2021 – 5,455,762) and the Fund’s closing price was $14.10 per Fund Unit (March 31, 2021 – $12.95 per Fund Unit). Consequently, BPI estimated the fair value of the Class 2 LP Units liability as at June 30, 2021 to be $76.9 million (March 31, 2021 – $70.7 million), resulting in a fair value loss of $6.3 million for the Period. In general, the fair value of the Class 2 LP Units liability will increase as the market price of Fund Units increases and vice versa.

YTD

YTD, BPI recognized a fair value loss of $9.9 million compared to a fair value gain of $16.9 million for the same period in 2020. The change in fair value was principally due to the change in the price of Fund Units into which the Class B Units are exchangeable and upon which the Class 2 LP Units liability is measured.

As at December 31, 2020, the Fund’s closing price was $10.83 per Fund Unit and the number of Fund Units BPI would be entitled to receive if it exchanged all of the Class B Units (including the Class B Holdback) held by BPI was 2,430,381. The Class B Units were calculated to be valued at $26.3 million as at December 31, 2020. As discussed above, the Class B Units at the end of the Period were valued at $34.3 million. The difference between the value of the Class B Units on December 31, 2020 and at the end of the Period is an increase of $8.0 million, comprised of a fair value gain of $7.9 million and a nominal adjustment of Class B Additional Entitlements received by BPI in February 2021 related to the January 1, 2020 Adjustment Date.

- 9 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021 Holdings LP acquired the Class 1 LP Units on May 6, 2015 for $33.3 million. As discussed above, BPI estimates the fair value of the Class 1 LP Units as at June 30, 2021 to be $33.3 million (December 31, 2020 – $33.3 million), resulting in no fair value adjustment YTD.

As at December 31, 2020, the Fund indirectly held 5,455,762 Class 2 LP Units and the Fund’s closing price was $10.83 per Fund Unit. Consequently, BPI estimated the fair value of the Class 2 LP Units liability as at December 31, 2020 to be $59.1 million. As discussed above, BPI estimated the fair value of the Class 2 LP Units liability as at June 30, 2021 to be $76.9 million, resulting in a fair value loss of $17.8 million YTD.

(Loss) earnings before Income Taxes

Period

Given the combined effects of the above-noted factors, BPI had a loss before income taxes of $2.4 million for the Period compared to $3.7 million for the second quarter of 2020. The $1.3 million decrease in loss before income taxes for the Period was primarily due to decrease in the fair value loss on financial instruments, a decrease in net interest expense and an increase in earnings before interest and fair value loss on financial instruments.

YTD

Given the combined effects of the above-noted factors, BPI had a loss before income taxes of $7.6 million YTD compared to earnings before income taxes of $15.4 million year-to-date in 2020. The $23.0 million increase in loss before income taxes YTD was primarily due to increase in the fair value loss on financial instruments, partially offset by an increase in earnings before interest and fair value loss on financial instruments and a decrease in net interest expense.

Income Tax Expense (Recovery)

Period

BPI recognized $0.3 million current income tax expense for the Period compared to $0.6 million for the second quarter of 2020. The $0.3 million decrease in current income tax expense for the Period is primarily due to lower taxable earnings.

BPI recognized $0.2 million deferred income tax recovery for the Period compared to a $0.7 million deferred income tax expense for the second quarter of 2020. The $0.9 million increase in deferred income tax recovery is primarily due to the valuation allowance recorded on the Class B Units for the Period. For the same period in 2020, the deferred income tax expense includes the tax impact of the change in fair value of the Class B Units for that period.

YTD

BPI recognized $0.5 million current income tax expense YTD compared to $1.0 million for the same period in 2020. The $0.5 million decrease in current income tax expense YTD is primarily due to lower taxable earnings.

BPI recognized a $0.1 million deferred income tax recovery YTD compared to $4.8 million for the same period in 2020. The $4.7 million decrease in deferred income tax recovery is primarily due to the valuation allowance recorded on the Class B Units YTD. For the same period in 2020, the deferred income tax recovery includes the tax impact of the change in fair value of the Class B Units for that period.

Net and Comprehensive Income (Loss)

Period

BPI’s net and comprehensive loss during the Period was $2.4 million compared to $4.9 million for the second quarter of 2020. The decrease of $2.5 million in net and comprehensive loss for the Period is primarily due to the

- 10 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021 decrease in loss before income taxes and the decrease in income tax expense compared to the same period in 2020.

YTD

BPI’s net and comprehensive loss YTD was $8.0 million compared to net and comprehensive income of $19.3 million year-to-date in 2020. The decrease of $27.3 million in net and comprehensive income YTD is primarily due to the increase in loss before income taxes and the increase in income tax expense compared to the same period in 2020.

Fund Units Outstanding

The following table sets forth a summary of the outstanding Fund Units. BPI owns 100% of the Class B Units and 1% of the ordinary general partner units of Royalties LP. BPI also owns 100% of the Class 2 GP Units, and 100% of the Class 3, Class 4, Class 5 and Class 6 general partnership units of BP Canada LP. The Class B Units and Class 2 GP Units are exchangeable for Fund Units. References to “Class B Additional Entitlements” and “Class 2 Additional Entitlements” in the table below refer to the number of Fund Units into which the Class B Units and Class 2 GP Units, respectively, are exchangeable as of the dates indicated.

Issued and Outstanding Issued and Outstanding Fund Units and Additional Fund Units, Additional Entitlements Entitlements and Holdback

Fund Units Outstanding Issued and Outstanding Fund Units as of June 30, 2021 21,521,463 21,521,463

Class B Additional Entitlements Outstanding Class B Additional Entitlements – Outstanding as of December 31, 2020 2,423,886 2,423,886 Class B Additional Entitlements – Issued as of January 1, 2021 - - (1) Class B Holdback Created January 1, 2021 N/A - (1) Class B Additional Entitlements – Issued in respect of 2020 after the audit 6,937 6,937 (2) Total Class B Additional Entitlements as of August 12, 2021 2,430,823 2,430,823

Class 2 Additional Entitlements Outstanding Class 2 Additional Entitlements – Outstanding as of December 31, 2020 828,753 828,753 Class 2 Additional Entitlements – Issued as of January 1, 2021 - - (1) Class 2 Holdback Created January 1, 2021 N/A - (1) Class 2 Holdback – Issued in respect of 2020 after the audit 2,601 2,601 (2) Total Class 2 Additional Entitlements as of August 12, 2021 831,354 831,354

Summary as of August 12, 2021 Total Issued and Outstanding Fund Units 21,521,463 21,521,463 Total Additional Entitlements 3,262,177 3,262,177 Fully Diluted Fund Units 24,783,640 24,783,640 BPI’s Percentage Ownership 13.2% 13.2%

(1) Additional Entitlements to which BPI is entitled for adding to the Royalty Pool on January 1, 2021 additional Royalty and Distributions from the two New Restaurants less the Royalty and Distributions lost from the 11 Closed Restaurants. Since a Deficiency existed, this amount is nil. (2) Additional Entitlements from the five New Restaurants added to the Royalty Pool on January 1, 2020 less the six Closed Restaurants removed from the Royalty Pool on January 1, 2020 determined in 2021 once audited results of the five New Restaurants and the actual effective tax rate paid by the Fund were known, and the adjustment for the seasonal Boston Pizza Restaurant that re-opened in 2020.

BPI directly and indirectly holds 100% of the special voting units (the “Special Voting Units”) of the Fund, which entitle BPI to one vote in respect of matters to be voted upon by Unitholders for each Fund Unit that BPI would be entitled to receive if it exchanged all of its Class B Units and Class 2 GP Units for Fund Units. As of August 12,

- 11 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021 2021, BPI was entitled to 3,262,177 votes, representing 13.2% of the aggregate votes held by holders of Fund Units and Special Voting Units. The number of Fund Units that BPI is entitled to receive upon the exchange of its Class B Units and Class 2 GP Units and the number of votes that BPI is entitled to in respect of its Special Voting Units is adjusted periodically to reflect any additional Boston Pizza Restaurants that were added to the Royalty Pool.

LIQUIDITY & CAPITAL RESOURCES

BPI is an entirely franchised business except for three corporate Boston Pizza Restaurants that it currently owns. As noted above, BPI closed one corporately owned Boston Pizza Restaurant in the Period (2 – YTD). For 2021, BPI has forecasted capital requirements of approximately $2.3 million, which consist mainly of the development of software applications and digital platforms, computer equipment, and leasehold improvements. BPI believes it has sufficient cash and capital resources to cover forecasted expenditures, capital requirements, commitments and repayments for 2021. BPI constantly monitors its operations and cash flows to ensure that current and future obligations will be met. BPI believes its current sources of liquidity are sufficient to cover its currently known short and long-term obligations. BPI manages its working capital with the Operating Line (defined below), BCAP Loan (defined below) and the BDC Facilities (defined below).

Indebtedness

BPI Credit Facilities

BPI has credit facilities with a Canadian chartered bank (the “Bank”) in the amount of up to $36.3 million (originally $43.3 million) expiring on December31, 2022 (the “Credit Facilities”). The Credit Facilities are comprised of: (i) a $10 million committed revolving facility to cover BPI’s day-to-day operating requirements if needed (the “Operating Line”); and (ii) a $26.3 million (originally $33.3 million) committed non-revolving term facility that was used to finance the reorganization of BPI and its shareholders that completed on September 30, 2017 (the “Term Loan”). The Credit Facilities bear interest at variable rates, as selected by BPI. In the case of Canadian prime rate loans, the interest rate is equal to the Bank’s prime rate plus between 1.50% and 2.50% (depending on the total funded net debt to EBITDA ratio) and, in the case of bankers’ acceptances and Canadian dollar offered rate loans, the interest rate is equal to a variable interest rate based on the Bank’s bankers’ acceptance rates or Canadian dollar offered rates plus between 2.75% and 3.75% (depending on the total funded net debt to EBITDA ratio). The Term Loan and the principal amount drawn on the Operating Line are due and payable upon maturity. The principal amount drawn on the Term Loan must be reduced by quarterly payments, which permanently reduce the amount available under the Term Loan.

The Credit Facilities are guaranteed by all of BPI’s subsidiaries except BP Canada LP, and BPI and each of those subsidiaries have granted general security over their assets to secure their obligations under the Credit Facilities and such guarantees. No security has been given by BP Canada LP in respect of the Credit Facilities. BPI and each of BPI’s subsidiaries (including BP Canada LP) have also granted Royalties LP security over their assets to secure BPI’s and BP Canada LP’s obligations to pay Royalty and Distributions. The Bank and Royalties LP entered into a second amended and restated priority agreement dated April 11, 2018 to set forth their relative priorities to such security, full details of which are described in the Fund’s Annual Information Form dated February 9, 2021, a copy of which is available on www.sedar.com.

The principal financial covenant under the Credit Facilities is that BPI’s trailing 12-month EBITDA must not be less than certain specified values and will be tested on a quarterly basis. The first amended and restated credit agreement dated January 24, 2020 between BPI and the Bank, as amended by the first supplemental credit agreement dated June 22, 2020 governing the Credit Facilities contains certain covenants and restrictions, including the requirement for BPI to have sufficient trailing 12-month EBITDA as previously described. A failure of BPI to comply with these covenants and restrictions could entitle the Bank to demand repayment of the outstanding balance drawn on the Credit Facilities prior to maturity. BPI was in compliance with all of its financial covenants and financial condition tests at June 30, 2021. As of June 30, 2021, no amount was drawn on the Operating Line and $26.3 million was outstanding on the Term Loan.

- 12 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021 BCAP Loan

On June 22, 2020, the Bank loaned BPI $6.25 million under Export Development Canada’s business credit availability program (the “BCAP Loan”). The BCAP Loan may be used to provide additional liquidity to finance operations, and may not be used (i) to repay or refinance existing debt obligations, (ii) to make distributions; or (iii) to pay any bonuses or increases to executive compensation. The BCAP Loan has a term of one year, which may be extended annually at the request of BPI for up to five years subject to compliance with certain requirements. On June 22, 2021, BPI extended the BCAP Loan for one year. The BCAP Loan requires interest only payments for the first year and is repayable in monthly blended payments of principal and interest amortized over four years commencing after the first year of the term, with any remaining balance outstanding being due upon expiry of the term. The BCAP Loan bears interest at the Bank’s prime rate plus 2.5% and is subject to an annual fee equal to 1.8% of the total amount of credit available (i.e. $6.25 million). The BCAP Loan is guaranteed by all of BPI’s subsidiaries except BP Canada LP, and is secured by the same security that secures the Credit Facilities to the Bank. That security shares priority with the general security agreements granted by BPI and its subsidiaries to the Bank under the Credit Facilities. As of June 30, 2021, $6.25 million was drawn on the BCAP Loan.

BDC Facilities

On July 7, 2020, Business Development Bank of Canada (“BDC”) loaned BPI $2.0 million under the federal government’s COVID-19 relief programs (the “BDC Facilities”). The BDC Facilities may be used for working capital purposes, have a term of three years and are repayable in a combination of monthly payments commencing after the first year of the term and a balloon payment upon maturity. The BDC Facilities bear interest at Business Development Bank of Canada’s floating base rate (currently 4.55% per annum) less 1.75% (i.e. currently 2.80%). The BDC Facilities are secured by a subordinate charge over all of BPI’s assets and are guaranteed by all of BPI’s subsidiaries except BP Canada LP. All of BPI’s subsidiaries other than BP Canada LP have granted BDC a subordinate charge over all of their assets to support such guarantees. The security held by BDC is subordinate to the security held by the Bank to secure the Credit Facilities with the Bank and the security held by the Fund to secure BPI’s obligation to pay Royalty and Distributions. As of June 30, 2021, $1.9 million was drawn on the BDC Facilities.

Acquired Restaurant Credit Facility

In 2016 and 2017, a subsidiary of BPI established a $4.2 million credit facility with the Bank for the purposes of funding a portion of the acquisition cost for a Boston Pizza Restaurant that such subsidiary purchased from a former franchisee of BP Canada LP in June 2016 (the “Acquired Restaurant”) and making renovations to the Acquired Restaurant. On June 22, 2020, that credit facility was amended, among other things, to reduce the available credit to approximately $3.3 million and change the expiry date to March 31, 2022 (such facility as amended, the “Acquired Restaurant Credit Facility”). BPI has guaranteed the Acquired Restaurant Credit Facility to the Bank. As of June 30, 2021, $2.7 million was drawn on the Acquired Restaurant Credit Facility. As the Acquired Restaurant Credit Facility is due March 31, 2022, the loan has been classified as a current liability. BPI intends to either refinance or repay this credit facility upon maturity.

Contractual Obligations and Commercial Commitments

A summary of the estimated amount and estimated timing of cash flows related to BPI’s contractual obligations and commercial commitments as at June 30, 2021 is as follows:

(in thousands of dollars) Within 1 year 2 - 3 years 4 - 5 years Over 5 years Total Book Value Accounts payable and accrued liabilities and income taxes payable 6,918 - - - 6,918 6,918 Royalty and distributions payable to the Fund 5,037 - - - 5,037 5,037 Debt1 8,930 29,652 2,010 - 40,592 37,245 Other long-term liabilities - 1,135 - - 1,135 1,135 Lease obligations2 1,650 1,942 1,291 1,963 6,846 5,691 22,535 32,729 3,301 1,963 60,528 56,026

- 13 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021

Note: 1) Includes estimated interest on long-term debt and excludes deferred financing costs of $0.5 million. 2) Represents minimum annual rental payments under lease contracts for office space, restaurants space and equipment.

Cash Flows

Cash Flow from Operating Activities

Period

During the Period, operating activities generated $3.7 million of cash compared to $5.7 million of cash used during the second quarter of 2020. The increase in cash generated of $9.4 million during the Period was primarily due to an increase in changes in working capital and an increase in net income after adjustments for non-cash items, partially offset by an increase in income taxes paid.

YTD

YTD, operating activities generated $4.0 million of cash compared to $6.8 million of cash used for the same period in 2020. The increase in cash generated of $10.8 million YTD was primarily due to an increase in changes in working capital and an increase in net income after adjustments for non-cash items, partially offset by an increase in income taxes paid.

Cash Flow from Financing Activities

Period

During the Period, financing activities used $1.8 million of cash compared to cash generated of $8.4 million during the second quarter of 2020. The increase in cash used of $10.2 million during the Period was primarily due to proceeds received from debt and capital contribution from BPI’s parent company in the second quarter of 2020, higher lease obligations paid, partially offset by BPI not having to repay the Operating Line.

YTD

YTD, financing activities used $3.7 million of cash compared to cash generated of $7.4 million year-to-date in 2020. The increase in cash used of $11.1 million YTD was primarily due to proceeds received from debt and capital contribution from BPI’s parent company in the second quarter of 2020, higher lease obligations paid, partially offset by a decrease in repayments of debt and shareholder loan.

Cash Flow from Investing Activities

Period

During the Period, investing activities generated $0.3 million of cash compared to cash used of $0.3 million during the second quarter of 2020. Cash generated from investing activities typically represents distributions received by BPI on the Class B Units. Cash used from investing activities typically represents purchases of property and equipment as well as intangible assets. The increase in cash generated of $0.7 million during the Period was primarily due to an increase in distributions received on Class B Units.

YTD

YTD, investing activities generated $1.5 million of cash compared to $0.5 million year-to-date in 2020. The increase in cash generated of $1.0 million YTD was primarily due to an increase in distributions received on Class B Units.

- 14 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021 Related Party Transactions

BPI’s related party balances owing at the end of the period and related party transactions for the Period were as follows:

June 30, June 30, (in thousands of dollars) 2021 2020 Accounts receivables due from associated companies $ 1,694 $ 6,355 Accounts payable due to associated companies 237 523 Shareholder loan payable - 103 Royalty payable to Royalties LP 3,827 6,260 Distributions payable to Holdings LP 1,210 1,978 Additional capital from parent company (1) - 5,000

(in thousands of dollars) Q2 2021 Q2 2020 YTD 2021 YTD 2020 Revenues from a company under common control $ 576 $ 350 $ 1,079 $ 1,058 Fees charged to the Fund in respect of administrative services (2) 100 100 200 200 Royalty expense to the Fund 5,393 4,286 10,553 11,249 Distribution expense to the Fund 1,797 1,423 3,514 3,716 Management fees paid for services rendered to companies under common control - - - 409 Management fees paid to companies under common control included in compensation expense - - - 216

(1) On June 22, 2020, BPI received $5.0 million of additional capital from its parent company.

(2) The Fund is considered to be a related party of BPI by virtue of common officers and directors of BPI and Boston Pizza GP Inc., the managing general partner of Royalties LP. The Fund has engaged Royalties LP, its administrator, to provide certain administrative services on behalf of the Fund (“Administrative Services”). In turn, certain of the Administrative Services are performed by BPI as a general partner of Royalties LP. Under the terms of the partnership agreement governing Royalties LP, BPI is entitled to be reimbursed for certain out-of-pocket expenses incurred in performing the Administrative Services. The total amount paid to BPI in respect of these services for the Period was $0.1 million (Q2 2020 – $0.1 million). BPI and Royalties LP agreed to limit the annual amount of out-of-pocket expenses for which BPI is entitled to be reimbursed to not more than $0.4 million for each of 2020, 2021 and 2022, with such limit increasing by not more than the percentage change in the Canadian Consumer Price Index (as calculated by Statistics Canada) in the calendar year prior thereafter.

Other related party transactions and balances are referred to elsewhere in this MD&A.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

During the Period, there was no change in BPI’s internal control over financial reporting that materially affected, or is reasonably likely to materially affect, BPI’s internal controls over financial reporting. BPI complies with the Committee of Sponsoring Organizations of the Treadway Commission Internal Control – Integrated Framework: 2013.

CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS

The preparation of BPI’s consolidated financial statements in accordance with IFRS requires estimates and judgments to be made that affect the reported amounts of assets and liabilities, earnings and expenses, and related disclosures. These estimates are based on historical experience and knowledge of economics, market factors and the restaurant industry along with various other assumptions that are believed to be reasonable under the circumstances.

- 15 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021 BPI believes that the following selected accounting policies are critical to understanding the estimates, assumptions and uncertainties that affect the amounts reported and disclosed in BPI’s consolidated financial statements and related notes:

Estimate – Investment in Royalties LP

BPI’s investment in Royalties LP is principally comprised of the Class B Units. The value of New Restaurants rolled into the Royalty Pool is also recognized within BPI’s investment in Royalties LP through BPI’s right to receive Class B Additional Entitlements. The value of the Class B Additional Entitlements that BPI will be entitled to as a result of adding New Restaurants to the Royalty Pool is determined on a formula basis that is designed to estimate the present value of the cash flows due to the Fund as a result of the New Restaurants being added to the Royalty Pool. As such, the calculation is dependent on a number of variables including the estimated long-term sales of the New Restaurants and a discount rate. The value of the Class B Additional Entitlements that BPI will be entitled to as a result of adding New Restaurants to the Royalty Pool could differ from actual results and may impact the investment in Royalties LP and deferred gains line items.

Estimate – Accounts Receivable

BPI provides an allowance for uncollectable trade receivables based on a customer-by-customer basis using estimates for past and current performance, aging, arrears status, the level of allowance already in place, and management’s interpretation of economic conditions specific to BPI’s customer base. If certain judgments or estimates prove to be inaccurate, BPI’s results of operations and financial position may be impacted.

Estimate – Class B Units, Class 1 LP Units, and Class 2 LP Units

BPI must classify fair value measurements according to a hierarchy that reflects the significance of the inputs used in performing such measurements. BPI’s fair value hierarchy comprises the following levels:

• Level 1 – quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions occur in sufficient frequency and volume to provide pricing information on an ongoing basis.

• Level 2 – pricing inputs are other than quoted in active markets included in Level 1. Prices in Level 2 are either directly (i.e. as prices) or indirectly (i.e. derived from prices) observable as of the reporting date.

• Level 3 – valuations in this level are those with inputs for the asset or liability that are not based on observable data.

The fair values of the Class B Units, Class 1 LP Units liability and Class 2 LP Units liability are all determined using Level 2 inputs and are measured on a recurring basis.

(i) Class B Units

BPI has elected under IFRS to measure the Class B Units as a financial asset at fair value through profit and loss. This requires that BPI use a valuation technique to determine the value of BPI’s investment in BP Royalties LP at each reporting date. The Class B Units are exchangeable for Fund Units, and thus, it is estimated that the value of the Class B Units approximates the number of Fund Units into which they are exchangeable. The Fund estimates the fair value of the Class B Units liability by multiplying the issued and outstanding Class B Additional Entitlements (including Class B Holdback) held by BPI at the end of the period by the closing price of the Fund Units on the last business day of the period.

This valuation technique may not represent the actual value of the financial asset should such units be extinguished and changes in the distribution rate on the Class B Units and the yield of the Fund Units could materially impact BPI’s financial position and net and comprehensive income.

- 16 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021 (ii) Class 1 LP Units Liability and Class 2 LP Units Liability

The Class 1 LP Units liability and Class 2 LP Units liability are classified as financial liabilities measured at fair value through profit or loss because the entitlements to distributions are considered embedded derivatives to the limited partnership units. BPI measures the Class 1 LP Units liability and Class 2 LP Units liability at fair value using Level 2 inputs, which may result in a fair value adjustment on the BP Canada LP units liability line on the statements of financial position, and the fair value loss (gain) line on the statements of comprehensive income and a corresponding non-cash adjustment line on the statements of cash flows.

The fair value of the Class 1 LP Units liability for BPI mirrors the fair value of the investment in Class 1 LP Units asset recognized by the Fund for any particular period. The Class 1 LP Units are entitled to distributions with respect to the interest payable by the Fund on the credit facility to pay for the Fund’s indirect investment in Class 1 LP Units of BP Canada LP. BPI estimates the fair value of Class 1 LP Units liability using a market-corroborated input, being the interest rate on the applicable credit facility. Consequently, BPI estimates the fair value of Class 1 LP Units liability at carrying value adjusted for interest rate risk.

The fair value of the Class 2 LP Units liability for BPI mirrors the fair value of the investment in Class 2 LP Units asset recognized by the Fund for any particular period. The Class 2 LP Units have similar cash distribution entitlements and provisions to the Class 2 GP Units held by BPI, which are exchangeable for Fund Units. The fair value of the Class 2 LP Units is determined using a market approach, which involves using observable market prices for similar instruments. The fair value of the Class 2 LP Units is determined by multiplying the issued and outstanding Class 2 LP Units indirectly held by the Fund at the end of the period by the closing price of a Fund Unit on the last business day of the period.

These valuation techniques may not represent the actual value of the Class 1 LP Units liability and Class 2 LP Units liability should such liabilities be extinguished. Changes in the distribution rates on the Class 1 LP Units and Class 2 LP Units and the yield of Fund Units could materially impact BPI’s financial position and net income.

Judgment – Consolidation

Applying the criteria outlined in IFRS 10, judgment is required in determining whether BPI controls Royalties LP and BP Canada LP. Making this judgment involves taking into consideration the concepts of power over Royalties LP and BP Canada LP, exposure and rights to variable returns, and the ability to use power to direct the relevant activities of Royalties LP and BP Canada LP so as to generate economic returns. With respect to Royalties LP, using these criteria, management has determined that BPI does not ultimately control Royalties LP. With respect to BP Canada LP, using these criteria, management has determined that BPI ultimately controls BP Canada LP through its ability to direct relevant activities to generate economic returns from BP Canada LP and its governance as managing general partner of BP Canada LP.

SHORT-TERM OUTLOOK

The information contained in this “Short-Term Outlook” section is forward-looking information. Please see the “Note Regarding Forward-Looking Information” and “Risks & Uncertainties” sections of this MD&A for a discussion of the risks and uncertainties in connection with forward-looking information.

COVID-19 had sudden, unexpected and unprecedented impacts on the general economy, the restaurant industry and has specifically caused significant disruption to the business of BPI. The focus of BPI’s management is to continue to: (i) monitor carefully the continuously evolving COVID-19 situation; (ii) modify the operating procedures of Boston Pizza Restaurants to ensure the safety of guests and staff of BP Canada LP’s franchisees; (iii) responsibly and safely operate the dining rooms, sports bars and patios of Boston Pizza Restaurants across Canada when permitted by applicable provincial health authorities; (iv) maximize the opportunity to grow its take- out and delivery business; and (v) review and adapt current and future plans to responsibly address the challenges and opportunities presented by COVID-19. Management of BPI anticipates that sales levels for the second half of 2021 may be favourable compared to the first half of 2021 due to the easing of governmental restrictions in June 2021, however, COVID-19 will continue to have a negative and volatile impact on the business of Boston Pizza Restaurants during the remainder of 2021.

- 17 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021 RISKS & UNCERTAINTIES

For information on risks and uncertainties related to BPI and the Fund, please refer to the Fund’s and BPI’s MD&As for the year-ended December 31, 2020 available on SEDAR at www.sedar.com.

ADDITIONAL INFORMATION

Additional information relating to BPI, the Fund, Royalties LP, Boston Pizza GP Inc., BPCHP, Boston Pizza Holdings Trust, Holdings LP, Boston Pizza Holdings GP Inc. and BP Canada LP, including the Fund’s Annual Information Form dated February 9, 2021, is available on SEDAR at www.sedar.com and on the Fund’s website at www.bpincomefund.com.

NOTE REGARDING FORWARD-LOOKING INFORMATION

Certain information in this MD&A constitutes “forward-looking information” that involves known and unknown risks, uncertainties, future expectations and other factors which may cause the actual results, performance or achievements of BPI, the Fund, Boston Pizza Holdings Trust, Royalties LP, Holdings LP, Boston Pizza Holdings GP Inc., Boston Pizza GP Inc., BPCHP, BP Canada LP, Boston Pizza Restaurants, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward- looking information. When used in this MD&A, forward-looking information may include words such as “anticipate”, “estimate”, “may”, “will”, “should”, “expect”, “believe”, “plan”, “forecast” and other similar terminology. This information reflects current expectations regarding future events and operating performance and speaks only as of the date of this MD&A.

All statements, other than statements of historical facts, included herein that address events or developments that management of BPI expects or anticipates will or may occur in the future are forward-looking information. Forward- looking information in this MD&A includes, but is not limited to, such things as:

• future distributions and dates distributions are to be paid or payable; • how changes in distributions will be implemented; • how distributions will be funded; • management anticipates that sales levels for the second half of 2021 may be favourable compared to the first half of 2021 due to the easing of governmental restrictions in June 2021, however, COVID-19 will continue to have a negative and volatile impact on the business of Boston Pizza Restaurants during the remainder of 2021; • Boston Pizza Restaurants will close for two to three weeks to complete a renovation and experience an incremental sales increase in the year following the re-opening; • impact of seasonality on Franchise Sales; • the “Four Pillars” strategy will continue to focus BPI’s and BP Canada LP’s efforts to develop new markets and strengthen Boston Pizza’s position as Canada’s number one casual dining brand; • estimates relating to the amount and timing of cash flows related to BPI’s contractual obligations and commercial commitments; • adjustments to Additional Entitlements that are to occur in the future and when such adjustments will occur; • belief that BPI has sufficient cash and capital resources for 2021, and that its current sources of liquidity are sufficient to cover its currently known short and long-term obligations; • BPI constantly monitoring its operations and cash flows to ensure that current and future obligations will be met; • BPI and BP Canada LP aggressively enhancing and promoting the Boston Pizza brand; • that BPI intends to either refinance or repay the Acquired Restaurant Credit Facility upon its maturity; • BPI continuing to: (i) monitor carefully the continuously evolving COVID-19 situation; (ii) modify the operating procedures of Boston Pizza Restaurants to ensure the safety of guests and employees of BP Canada LP’s franchisees; (iii) responsibly and safely re-open the dining rooms and sports bars of Boston Pizza Restaurants across Canada as permitted by applicable provincial health authorities; (iv) maximize the opportunity to grow its take-out and delivery business; and (v) review and adapt current and future plans to responsibly address the challenges and opportunities presented by COVID-19; and

- 18 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021 • BPI making responsible adjustments to its business as circumstances warrant.

The forward-looking information disclosed herein is based on a number of assumptions including, among other things:

• absence of amendments to material contracts; • no strategic changes of direction occurring; • absence of changes in law; • protection of BP Rights; • pace of commercial real estate development; • franchisees’ access to financing; • franchisees duly paying franchise fees and other amounts; • there will be no closures of Boston Pizza Restaurants that materially affect the amount of Royalty paid by BPI to Royalties LP or the amount of Distributions paid by BP Canada LP to Holdings LP; • future results being similar to historical results; • expectations related to future general economic conditions; • management of BPI and BP Canada LP maintaining current strategies to drive higher guest traffic and higher average guest cheques; • Boston Pizza Restaurants maintaining operational excellence; • culinary innovation and menu re-pricing; • continuing operations of key suppliers; • availability of experienced management and hourly employees; • ability to obtain qualified franchisees; • ability to open sufficient New Restaurants to replace Franchise Sales of Closed Restaurants; • ability to comply with disclosure obligations under franchise laws and regulations; • ability to obtain adequate insurance coverage; • ability to enter into arrangements with suppliers and distributors to generate competitive pricing for franchisees and revenue for BP Canada LP; • ability to refinance or repay the Acquired Restaurant Credit Facility upon maturity; • ability to cover forecasted expenditures, capital requirements, commitments and repayments for 2021; • current sources of liquidity are sufficient to cover currently known short and long term obligations; • COVID-19 will continue to negatively impact Boston Pizza dining rooms and sports bars across Canada; • the closure and/or reduction of seating capacity of certain Boston Pizza dining rooms and sports bars across Canada as a result of COVID-19 will result in significant declines in BPI’s revenue; and • COVID-19 and its related restrictions will continue to dissipate.

This forward-looking information involves a number of risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any results, performance or achievements expressed or implied by the forward looking information contained herein including, but not limited to:

• competition; • consumer spending habits; • consumer confidence in the retail sector; • household debt; • weather; • pricing; • changes in demographic trends; • changes in consumer preferences and discretionary spending patterns; • changes in national and local business and economic conditions; • legislation and government regulation; • cash distributions are not guaranteed; • accounting policies and practices; • the results of operations and financial conditions of BPI and the Fund; • inflation;

- 19 - MANAGEMENT’S DISCUSSION AND ANALYSIS BOSTON PIZZA INTERNATIONAL INC. For the three month and six month periods ended June 30, 2021 • publicity from any food borne illness; • increase in food, labour or benefits costs; • Boston Pizza Restaurant closures; • successful challenge of the BP Rights; • inadequacy of insurance coverage; • increases in sales tax; • litigation against franchisees; • inability to attract and retain key personnel; • data security breaches and technological failures; • pandemics and national health crises, in particular COVID-19; and • government restrictions with respect to the re-opening of Boston Pizza dining rooms and sports bars across Canada and their impact on Franchise Sales and SRS.

The foregoing list of factors is not exhaustive and should be considered in conjunction with the risks and uncertainties set out in the Management’s Discussion & Analysis of BPI for the period and year ended December 31, 2020.

This MD&A discusses some of the factors that could cause actual results to differ materially from those expressed in or underlying such forward-looking information. Forward-looking information is provided as of the date hereof and, except as required by law, BPI assumes no obligation to update or revise forward-looking information to reflect new events or circumstances.

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